CONDITIONS OF SALE
The following Conditions of Sale shall govern this transaction except as otherwise specifically agreed in writing by the buyer and the seller, and, not withstanding that any prior of future document relating to this transaction may contain conditions or that the identity and/or number of the goods referred to herein may not be identical to the identity and/or number of goods ordered, acceptance of delivery of any of the said goods shall be deemed to be conclusive evidence of the acceptance of these conditions to the exclusion of any other.
(a) Quotations are subject to confirmation on receipt of orders.
(b) All prices quoted or accepted are exclusive of Value Added Tax and the contract price shall be such prices plus VAT.
(a) Net cash by the 20th of the month following the month of delivery.
(b) In the case of contracts involving more than one delivery, if default is made in payment on the due date for any one delivery, the seller at his option shall be entitled to treat the contract as repudiated by the buyer and to claim damages accordingly.
(c) Contracts once accepted cannot be cancelled nor amended except by mutual agreement and then only on terms which would fully indemnify the seller.
(a) Where contracts provide for a single delivery without specifying a date goods shall be delivered and accepted within 14 days of their being ready.
(b) Where contracts provide for deferred deliveries all the deliveries shall be accepted within two months of the specified first delivery or availability date. In the event of failure to accept any delivery that delivery shall be deemed to have occurred and storage costs charged to customer’s account the goods being held customer’s risk.
(c) Each delivery shall constitute a separate contract and any failure or defect in any one delivery shall not vitiate the contract as to the remaining deliveries.
(d) The seller shall have the option of revising the delivery date or dates prior to manufacture if circumstances beyond the seller’s control prevent the seller keeping to the originally agreed date or dates.
The liability of the seller for failure to comply with agreed delivery dates as varied where necessary in accordance with this sub-clause and
unless covered by Clause 12 , shall be limited to the reimbursement to the buyer of the actual loss incurred, but in no case exceeding the
value of the goods which are the subject of the contract.
4. QUANTITY VARIATIONS:
A shortage or surplus charged pro rata not exceeding 10 per cent, where the board content does not exceed 10 tonnes and not exceeding 7.5 per cent, where the board content exceeds 10 tonnes will be considered due execution of any contract except as otherwise specifically agreed in writing by the seller and the buyer.
Where an order provides delivery by instalments then, for the purposes of this clause, these instalments shall be aggregated.
5. PRELIMINARY WORK:
Work carried out, whether experimentally or otherwise, at customer’s request will be charged.
6. CUSTOMER’S REQUIREMENTS, PRINTING AND CONSTRUCTION:
Alterations from original copy on and after first proof including alterations in style of construction will be charged extra. Proofs of all work may be submitted for customer’s approval and no responsibility will be accepted for any errors in proofs which may be passed by him. The customer shall be solely responsible for any matter which the seller prints on the goods on the instructions or at the request of the customer, for any design or construction which the seller executes on the instruction or at the request of the customer whether the same shall have been supplied by the seller or by the customer and solely responsible for any claim or proceedings made or brought by a third party arising therefrom.
Complaints or claims will only be entertained if lodged by the buyer within thirty days of receipt of goods by him, or if related to the transport of the goods within such time as will enable the seller to comply with the time limit and procedure of the Railway Companies or other carriers by whom the goods were transported. The return of the goods will not be accepted unless the seller or his representative shall first have had the opportunity of examining same.
8. COST VARIATION:
The price is subject to revision in the event of any increase or decrease in the cost incurred by the seller between the date of confirmation of the order and the date of delivery to buyer.
9. MATERIAL SUPPLIED BY CUSTOMER:
(a) The printer may reject any paper, plates or other materials supplied or specified by the customer which appear to him to be unsuitable. Additional cost incurred if materials are found to be unsuitable during production may be charged.
(b) Where materials are so supplied or specified, responsibility for defective work will not be accepted by the printer unless this is due to his failure to use reasonable skill and care.
(c) Quantities of materials supplied shall be adequate to cover normal spoilage.
Whilst every endeavour will be made to supply in accordance with the quality of samples submitted or quoted for, the contract is not a contract of sale by sample.
11. BAR CODING:
When applying E.A.N. symbols or any other codes on packaging the seller undertakes to apply the symbol or code according to specifications, and in addition to respect the general requirements for application of the symbol or code. No liability is incurred concerning the readability of the symbol or code.
12. FORCE MAJEURE, Etc.:
The performance of all contracts is subject to variation or cancellation by the seller owing to any Act of God, war, strikes, lockouts, fire, flood, drought, tempest or any other cause beyond the control of the seller or owing to any inability by the seller to procure materials or articles required for the performance of the contract and the seller shall not be held responsible for any inability to deliver caused by any such contingency.
(a) The printer shall not be liable for indirect loss or third party claims occasioned by delay in completing the work or for any loss to the customer arising from delay in transit.
(b) Where work is defective for any reason, including the negligence, the printer’s liability (if any) shall be limited to rectifying such defect.
14. RETENTION OF TITLE:
Without prejudice to Clauses 3(b) and 9(b) above, risk in the goods shall pass to the customer immediately upon despatch or collection from the seller’s premises but property shall not pass until the goods have been paid for in full. Until property passes, the customer shall hold the goods as bailee for the seller and shall permit the seller to repossess the same upon:
(a) The customer entering into liquidation, (or in the case of an individual proceedings for insolvency or bankruptcy being instituted or threatened against the customer), or compounding or making any arrangement with its creditors or a receiver or manager being appointed over any part of its assets, or
(b) The seller becoming reasonably of the opinion that the buyer will not or cannot pay for the goods within the payment terms.
The seller warrants the goods (subject to the above and unless otherwise specified) to be of merchantable quality at the date of despatch but no other warranty condition or representation is made or implied and in particular none as to the fitness of the goods for any particular purpose.